{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/8.2-316.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/8.2-316.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/8.2-316.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/8.2-316.html"}],"law_id":76874,"edition_id":1,"section_id":76874,"structure_id":13347,"section_number":"8.2-316","catch_line":"Exclusion or modification of warranties","history":"1964, c. 219.","full_text":"1\n\nWords or conduct relevant to the creation of an express warranty and words or conduct tending to negate or limit warranty shall be construed wherever reasonable as consistent with each other; but subject to the provisions of this title on parol or extrinsic evidence (§ 8.2-202) negation or limitation is inoperative to the extent that such construction is unreasonable.2\n\nSubject to subsection (3), to exclude or modify the implied warranty of merchantability or any part of it the language must mention merchantability and in case of a writing must be conspicuous, and to exclude or modify any implied warranty of fitness the exclusion must be by a writing and conspicuous. Language to exclude all implied warranties of fitness is sufficient if it states, for example, that “There are no warranties which extend beyond the description on the face hereof.”3\n\nNotwithstanding subsection (2)a\n\nunless the circumstances indicate otherwise, all implied warranties are excluded by expressions like “as is,” “with all faults” or other language which in common understanding calls the buyer’s attention to the exclusion of warranties and makes plain that there is no implied warranty; andb\n\nwhen the buyer before entering into the contract has examined the goods or the sample or model as fully as he desired or has refused to examine the goods there is no implied warranty with regard to defects which an examination ought in the circumstances to have revealed to him; andc\n\nan implied warranty can also be excluded or modified by course of dealing or course of performance or usage of trade.4\n\nRemedies for breach of warranty can be limited in accordance with the provisions of this title on liquidation or limitation of damages and on contractual modification of remedy (§§ 8.2-718 and 8.2-719).","order_by":null,"text":{"0":{"id":275953,"text":"Words or conduct relevant to the creation of an express warranty and words or conduct tending to negate or limit warranty shall be construed wherever reasonable as consistent with each other; but subject to the provisions of this title on parol or extrinsic evidence (§ 8.2-202) negation or limitation is inoperative to the extent that such construction is unreasonable.","type":"section","prefixes":["1"],"prefix":"1","entire_prefix":"1","prefix_anchor":"1","level":1,"next_prefix":"2"},"1":{"id":275954,"text":"Subject to subsection (3), to exclude or modify the implied warranty of merchantability or any part of it the language must mention merchantability and in case of a writing must be conspicuous, and to exclude or modify any implied warranty of fitness the exclusion must be by a writing and conspicuous. Language to exclude all implied warranties of fitness is sufficient if it states, for example, that “There are no warranties which extend beyond the description on the face hereof.”","type":"section","prefixes":["2"],"prefix":"2","entire_prefix":"2","prefix_anchor":"2","level":1,"prior_prefix":"1","next_prefix":"3"},"2":{"id":275955,"text":"Notwithstanding subsection (2)","type":"section","prefixes":["3"],"prefix":"3","entire_prefix":"3","prefix_anchor":"3","level":1,"prior_prefix":"2","next_prefix":"3a"},"3":{"id":275956,"text":"unless the circumstances indicate otherwise, all implied warranties are excluded by expressions like “as is,” “with all faults” or other language which in common understanding calls the buyer’s attention to the exclusion of warranties and makes plain that there is no implied warranty; and","type":"section","prefixes":["3","a"],"prefix":"a","entire_prefix":"3a","prefix_anchor":"3a","level":2,"prior_prefix":"3","next_prefix":"3b"},"4":{"id":275957,"text":"when the buyer before entering into the contract has examined the goods or the sample or model as fully as he desired or has refused to examine the goods there is no implied warranty with regard to defects which an examination ought in the circumstances to have revealed to him; and","type":"section","prefixes":["3","b"],"prefix":"b","entire_prefix":"3b","prefix_anchor":"3b","level":2,"prior_prefix":"3a","next_prefix":"3c"},"5":{"id":275958,"text":"an implied warranty can also be excluded or modified by course of dealing or course of performance or usage of trade.","type":"section","prefixes":["3","c"],"prefix":"c","entire_prefix":"3c","prefix_anchor":"3c","level":2,"prior_prefix":"3b","next_prefix":"4"},"6":{"id":275959,"text":"Remedies for breach of warranty can be limited in accordance with the provisions of this title on liquidation or limitation of damages and on contractual modification of remedy (§§ 8.2-718 and 8.2-719).","type":"section","prefixes":["4"],"prefix":"4","entire_prefix":"4","prefix_anchor":"4","level":1,"prior_prefix":"3c"}},"ancestry":[{"id":13347,"edition_id":1,"name":"General Obligation and Construction of Contract","identifier":"3","label":"part","depth":2,"order_by":1,"parent_id":13346,"metadata":{},"date_created":"2026-06-26 03:44:41","date_modified":"2026-06-26 03:44:41","permalink":{"id":282005,"object_type":"structure","relational_id":13347,"identifier":"3","token":"8.2\/3","url":"\/8.2\/3\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13346,"edition_id":1,"name":"Commercial Code - Sales","identifier":"8.2","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:44:41","date_modified":"2026-06-26 03:44:41","permalink":{"id":281931,"object_type":"structure","relational_id":13346,"identifier":"8.2","token":"8.2","url":"\/8.2\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":70824,"structure_id":13347,"section_number":"8.2-301","catch_line":"General obligations of parties","url":"\/8.2-301\/","token":"8.2\/3\/8.2-301","metadata":false},{"id":60131,"structure_id":13347,"section_number":"8.2-302","catch_line":"Unconscionable contract or clause","url":"\/8.2-302\/","token":"8.2\/3\/8.2-302","metadata":false},{"id":80974,"structure_id":13347,"section_number":"8.2-303","catch_line":"Allocation or division of risks","url":"\/8.2-303\/","token":"8.2\/3\/8.2-303","metadata":false},{"id":66647,"structure_id":13347,"section_number":"8.2-304","catch_line":"Price payable in money, goods, realty, or otherwise","url":"\/8.2-304\/","token":"8.2\/3\/8.2-304","metadata":false},{"id":70062,"structure_id":13347,"section_number":"8.2-305","catch_line":"Open price term","url":"\/8.2-305\/","token":"8.2\/3\/8.2-305","metadata":false},{"id":75282,"structure_id":13347,"section_number":"8.2-306","catch_line":"Output, requirements and exclusive dealings","url":"\/8.2-306\/","token":"8.2\/3\/8.2-306","metadata":false},{"id":61996,"structure_id":13347,"section_number":"8.2-307","catch_line":"Delivery in single lot or several lots","url":"\/8.2-307\/","token":"8.2\/3\/8.2-307","metadata":false},{"id":56146,"structure_id":13347,"section_number":"8.2-308","catch_line":"Absence of specified place for delivery","url":"\/8.2-308\/","token":"8.2\/3\/8.2-308","metadata":false},{"id":83587,"structure_id":13347,"section_number":"8.2-309","catch_line":"Absence of specific time provisions; notice of termination","url":"\/8.2-309\/","token":"8.2\/3\/8.2-309","metadata":false},{"id":82835,"structure_id":13347,"section_number":"8.2-310","catch_line":"Open time for payment or running of credit; authority to ship under reservation","url":"\/8.2-310\/","token":"8.2\/3\/8.2-310","metadata":false},{"id":68859,"structure_id":13347,"section_number":"8.2-311","catch_line":"Options and cooperation respecting performance","url":"\/8.2-311\/","token":"8.2\/3\/8.2-311","metadata":false},{"id":82723,"structure_id":13347,"section_number":"8.2-312","catch_line":"Warranty of title and against infringement; buyer's obligation against infringement","url":"\/8.2-312\/","token":"8.2\/3\/8.2-312","metadata":false},{"id":80432,"structure_id":13347,"section_number":"8.2-313","catch_line":"Express warranties by affirmation, promise, description, sample","url":"\/8.2-313\/","token":"8.2\/3\/8.2-313","metadata":false},{"id":68050,"structure_id":13347,"section_number":"8.2-314","catch_line":"Implied warranty: Merchantability; usage of trade","url":"\/8.2-314\/","token":"8.2\/3\/8.2-314","metadata":false},{"id":86545,"structure_id":13347,"section_number":"8.2-315","catch_line":"Implied warranty: Fitness for particular purpose","url":"\/8.2-315\/","token":"8.2\/3\/8.2-315","metadata":false},{"id":76874,"structure_id":13347,"section_number":"8.2-316","catch_line":"Exclusion or modification of warranties","url":"\/8.2-316\/","token":"8.2\/3\/8.2-316","metadata":false},{"id":59470,"structure_id":13347,"section_number":"8.2-317","catch_line":"Cumulation and conflict of warranties express or implied","url":"\/8.2-317\/","token":"8.2\/3\/8.2-317","metadata":false},{"id":54328,"structure_id":13347,"section_number":"8.2-317.1","catch_line":"Use of warranty registration cards","url":"\/8.2-317.1\/","token":"8.2\/3\/8.2-317.1","metadata":false},{"id":55090,"structure_id":13347,"section_number":"8.2-318","catch_line":"When lack of privity no defense in action against manufacturer or seller of goods","url":"\/8.2-318\/","token":"8.2\/3\/8.2-318","metadata":false},{"id":82484,"structure_id":13347,"section_number":"8.2-319","catch_line":"F.O.B. and F.A.S. terms","url":"\/8.2-319\/","token":"8.2\/3\/8.2-319","metadata":false},{"id":76323,"structure_id":13347,"section_number":"8.2-320","catch_line":"C.I.F. and C. & F. terms","url":"\/8.2-320\/","token":"8.2\/3\/8.2-320","metadata":false},{"id":55652,"structure_id":13347,"section_number":"8.2-321","catch_line":"C.I.F. or C. & F.: \"Net landed weights\"; \"payment on arrival\"; warranty of condition on arrival","url":"\/8.2-321\/","token":"8.2\/3\/8.2-321","metadata":false},{"id":63317,"structure_id":13347,"section_number":"8.2-322","catch_line":"Delivery \"ex-ship.\"","url":"\/8.2-322\/","token":"8.2\/3\/8.2-322","metadata":false},{"id":67730,"structure_id":13347,"section_number":"8.2-323","catch_line":"Form of bill of lading required in overseas shipment; \"Overseas.\"","url":"\/8.2-323\/","token":"8.2\/3\/8.2-323","metadata":false},{"id":70759,"structure_id":13347,"section_number":"8.2-324","catch_line":"\"No arrival, no sale\" term","url":"\/8.2-324\/","token":"8.2\/3\/8.2-324","metadata":false},{"id":54445,"structure_id":13347,"section_number":"8.2-325","catch_line":"\"Letter of credit\" term; \"confirmed credit.\"","url":"\/8.2-325\/","token":"8.2\/3\/8.2-325","metadata":false},{"id":65818,"structure_id":13347,"section_number":"8.2-326","catch_line":"Sale on approval and sale or return; rights of creditors","url":"\/8.2-326\/","token":"8.2\/3\/8.2-326","metadata":false},{"id":58489,"structure_id":13347,"section_number":"8.2-327","catch_line":"Special incidents of sale on approval and sale or return","url":"\/8.2-327\/","token":"8.2\/3\/8.2-327","metadata":false},{"id":80896,"structure_id":13347,"section_number":"8.2-328","catch_line":"Sale by auction","url":"\/8.2-328\/","token":"8.2\/3\/8.2-328","metadata":false}],"previous_section":{"id":86545,"structure_id":13347,"section_number":"8.2-315","catch_line":"Implied warranty: Fitness for particular purpose","url":"\/8.2-315\/","token":"8.2\/3\/8.2-315","metadata":false},"next_section":{"id":59470,"structure_id":13347,"section_number":"8.2-317","catch_line":"Cumulation and conflict of warranties express or implied","url":"\/8.2-317\/","token":"8.2\/3\/8.2-317","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/8.2-316\/","history_text":"

This law was first created in 1964. The record of its establishment is cataloged in chapter 219 of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year. Unfortunately, the 1964 \u201cActs\u201d aren\u2019t available online.<\/p>","references":[{"id":68050,"section_number":"8.2-314","catch_line":"Implied warranty: Merchantability; usage of trade","order_by":null,"url":"\/8.2-314\/"},{"id":86545,"section_number":"8.2-315","catch_line":"Implied warranty: Fitness for particular purpose","order_by":null,"url":"\/8.2-315\/"}],"refers_to":[{"id":67343,"section_number":"8.2-202","catch_line":"Final expression; parol or extrinsic evidence","order_by":null,"url":"\/8.2-202\/"},{"id":65551,"section_number":"8.2-718","catch_line":"Liquidation or limitation of damages; deposits","order_by":null,"url":"\/8.2-718\/"},{"id":76593,"section_number":"8.2-719","catch_line":"Contractual modification or limitation of remedy","order_by":null,"url":"\/8.2-719\/"}],"permalink":{"id":282067,"object_type":"law","relational_id":76874,"identifier":"8.2-316","token":"8.2\/3\/8.2-316","url":"\/8.2-316\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/8.2-316\/","token":"8.2\/3\/8.2-316","dublin_core":{"Title":"Exclusion or modification of warranties","Type":"Text","Format":"text\/html","Identifier":"\u00a7 8.2-316","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

1.<\/span> Words or conduct relevant to the creation of an express warranty and words or conduct tending to negate or limit warranty shall be construed wherever reasonable as consistent with each other; but subject to the provisions of this title on parol or extrinsic evidence<\/span> (§ 8.2-202<\/a>) negation or limitation is inoperative to the extent that such construction is unreasonable. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> Subject to subsection (3), to exclude or modify the implied warranty of merchantability or any part of it the language must mention merchantability and in case of a writing must be conspicuous, and to exclude or modify any implied warranty of fitness the exclusion must be by a writing and conspicuous. Language to exclude all implied warranties of fitness is sufficient if it states, for example, that “There are no warranties which extend beyond the description on the face hereof.” <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> Notwithstanding subsection (2) <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

a.<\/span> unless the circumstances indicate otherwise, all implied warranties are excluded by expressions like “as is,” “with all faults” or other language which in common understanding calls the buyer’s attention to the exclusion of warranties and makes plain that there is no implied warranty; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

b.<\/span> when the buyer before entering into the contract<\/span> has examined the goods or the sample or model as fully as he desired or has refused to examine the goods there is no implied warranty with regard to defects which an examination ought in the circumstances to have revealed to him; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

c.<\/span> an implied warranty can also be excluded or modified by course of dealing or course of performance or usage of trade. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

4.<\/span> Remedies for breach of warranty can be limited in accordance with the provisions of this title on liquidation<\/span> or limitation of damages<\/span> and on contractual modification of remedy (§§ 8.2-718<\/a> and 8.2-719<\/a>). <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nEXCLUSION OR MODIFICATION OF WARRANTIES (\u00a7 8.2-316)\n\n1. Words or conduct relevant to the creation of an express warranty and words or\nconduct tending to negate or limit warranty shall be construed wherever\nreasonable as consistent with each other; but subject to the provisions of this\ntitle on parol or extrinsic evidence (§ 8.2-202) negation or limitation is\ninoperative to the extent that such construction is unreasonable.\n\n2. Subject to subsection (3), to exclude or modify the implied warranty of\nmerchantability or any part of it the language must mention merchantability and\nin case of a writing must be conspicuous, and to exclude or modify any implied\nwarranty of fitness the exclusion must be by a writing and conspicuous. Language\nto exclude all implied warranties of fitness is sufficient if it states, for\nexample, that “There are no warranties which extend beyond the description\non the face hereof.”\n\n3. Notwithstanding subsection (2)\n\n a. unless the circumstances indicate otherwise, all implied warranties are\n excluded by expressions like “as is,” “with all\n faults” or other language which in common understanding calls the\n buyer’s attention to the exclusion of warranties and makes plain that\n there is no implied warranty; and\n\n b. when the buyer before entering into the contract has examined the goods or\n the sample or model as fully as he desired or has refused to examine the goods\n there is no implied warranty with regard to defects which an examination ought\n in the circumstances to have revealed to him; and\n\n c. an implied warranty can also be excluded or modified by course of dealing\n or course of performance or usage of trade.\n\n4. Remedies for breach of warranty can be limited in accordance with the\nprovisions of this title on liquidation or limitation of damages and on\ncontractual modification of remedy (§§ 8.2-718 and 8.2-719).\n\nHISTORY: 1964, c. 219.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}